which was concluded by and between
MSI Hellas (registered seat: XXX, represented by: XXX; company registration number:
XXX; tax number: XXX) as a principal (“Principal”)
And
Cyberwise Kft. (registered seat: 8600 Siófok, Szent László utca 187. 4. floor. 414. door,
represented by Forika, Bence Managing Director, company registration number:
14-09-320243, tax number: 12127724-1-14), as the contractor ("Contractor"),
(collectively, the "Parties"), at the place and time set forth below, on the following
terms and conditions:
Purpose of the Agreement
The Principal wishes to conclude a contract with the Contractor for the provision of IT
security consultancy services for his Clients, mainly penetration tests and other
cybersecurity and IT services.
Subject Matter of the Agreement
1. Within the framework of the Tasks, the Contractor shall carry out vulnerability
and penetration tests of the system or systems (the "System") specified by the
Principal and shall provide recommendations for improving the level of
security. Contractor shall test the System remotely via an internet connection
and shall not have physical access to it.
2. The Principal further declares that has the express permission of the System
owner or its exclusive licensee to carry out the tests necessary for the
performance of the Tasks and/or to have them carried out by a Contractor,
which shall be delivered to the before the tests are carried out.
3. Contractor may acquire the possible vulnerabilities of the System. Principal
expressly authorises the Contractor, to the extent justified by the performance
of the Tasks, to examine the System for security and vulnerabilities and, during
such examination, to access the System, to become acquainted with the data
and information stored in the System and to make changes to the System.
4. Contractor shall perform the Tasks specified in this Contract according to its
professional knowledge based on the information provided by the Principal or
third parties designated by it. The Contractor shall not verify the accuracy of
the information provided to it unless instructed to do so by the Principal.
5. Contractor declares that it has all the skills and qualifications, expertise,
necessary know-how, personnel, and extensive experience that are
indispensable for the performance of the Tasks.
Confidentiality
The Parties shall keep all trade secrets and other confidential information ("Trade
Secrets") of which they become aware in connection with this Agreement
indefinitely.
Indemnification Clause of the Contractor
The Principal agrees to indemnify, defend and hold harmless the Contractor, its
officers, directors, employees, agents, successors and assigns from and against any
and all losses, damages, liabilities, deficiencies, claims, actions, judgments,
settlements, interest awards, penalties, fines, costs or expenses of whatever kind,
including reasonable attorney fees, the cost of enforcing any right to indemnification
under this Agreement, and the cost of pursuing any insurance providers, arising out
of or resulting from any claim of a third party related too the penetration testing
services provided under this Agreement, except to the extent such losses arise out of
the willful misconduct or gross negligence of the Contractor.
GDPR Compliance Clause
Both the Contractor and the Principal commit to processing personal data in
compliance with GDPR.
Exemption from the consequences of breach of the Agreement, limitation of
liability
If the exercise of the rights of performance of the obligations of either Party is
delayed or prevented by force majeure or by an event arising out of the conduct of
interests of the other party, this shall be an excuse for the Party’s failure to perform its
obligations in accordance with the agreement.
By signing this Agreement, the Parties declare and acknowledge that they have
read, understood and agree to be bound by this Agreement.